Section 40

The Companies Act 2006 is amended as follows. After section 159 insert— A person may not be appointed a director of a company if the person is disqualified under the directors disqualification legislation (see subsection (2)). In the table— Part 1 defines “disqualified under the directors disqualification legislation” for the purposes of provisions of this Act so far as relating to— a company registered in England and Wales or Scotland, or the delivery of a document to the registrar of companies for England and Wales or Scotland or a statement contained in such a document; Part 2 defines “disqualified under the directors disqualification legislation” for the purposes of provisions of this Act so far as relating to— a company registered in Northern Ireland, or the delivery of a document to the registrar of companies for Northern Ireland or a statement contained in such a document. An appointment made in contravention of this section is void. Nothing in this section affects any liability of a person under any provision of the Companies Acts or any other enactment if the person— although the person could not, by virtue of this section, be validly appointed as a director. purports to act as director, or acts as shadow director, After section 169 insert— A person who has been appointed as a director of a company ceases to hold office by virtue of that appointment if the person becomes disqualified under the directors disqualification legislation (see section 159A(2)). Nothing in this section affects any liability of a person under any provision of the Companies Acts or any other enactment, if, having ceased to hold office by virtue of subsection (1), the person— purports to act as director, or acts as shadow director. In relation to a person appointed as a director of a company before the time when this section comes into force, the reference in subsection (1) to a person who becomes disqualified includes a reference to a person who, at that time, is already disqualified. In Schedule 8 (index of defined expressions), at the appropriate place insert—

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Source: legislation.gov.uk · retrieved 2026-09-04